Devika KapoorChief Technology Officer

Devika Kapoor · Chief Technology Officer · India

Oversight for businesses that run on mobile crews

My contribution to a board

Most boards I have presented to were comfortable asking whether a system was delivered on time and within budget. They were less practised at asking whether the data it produced was good enough for the decisions resting on it. That second question is where I can help. In a transport or logistics business, a speed alert can reduce a driver's pay, a seat record can leave a passenger stranded at night and a missing parcel document can hold a coach at a roadside check. I would help directors ask management for the error rates behind such data, the manual fallback when a bought service fails and the dependency created by each major vendor. I would also bring a practical view of cyber and data-protection risk in companies whose staff work on handheld devices far from an office. I have not served as a director, and I do not want a board seat to become an extension of my executive role. My contribution would be questions and judgement, offered as one member of a committee, with operational answers left to the company's management.

Board and committee exposure

Presented to the Board or a committee

Malvaneer Coachways

Board of directors

2022–present

Quarterly presentations on platform availability, cyber exposure and major technology investments as chief technology officer; not a director.

Reported to a committee

Malvaneer Coachways

Audit and risk committee

2022–present

Half-yearly reports on vendor dependence, access controls and incident reviews, including the renegotiation of the parcel compliance contract.

Presented to the Board or a committee

Kheralink Freight

Board of directors with investor nominees

2019–2021

Presented platform reliability and data-protection updates as head of engineering.

Committee contribution

Chair and member readiness
CapacityCommittees
Ready to joinRisk management · Audit · Technology or IT strategy, where the board has one

Capacity and preferences

Time available
24 days per year
Current directorships
0
Sectors
Passenger transport · Logistics and freight · Field-services businesses · Software for transport operators
Company type
Family-promoted or private-equity-backed company preparing for a listing, or a mid-sized listed company
Company stage
Replacing core systems or expanding operations that depend on mobile crews and devices

The seat I am pursuing

I am pursuing an independent directorship where technology and field operations are central to the business but under-represented on the board. A family-promoted logistics or passenger-transport company preparing for a listing would suit me, as would a mid-sized listed company that has formed a risk management committee and wants a member who has run operational systems. I would also consider a software company serving transport operators, provided its customers did not include Malvaneer's competitors in a way that created conflict. I am not seeking to chair a committee in my first term. For a listed company I would review the SEBI LODR committee requirements and the limits on independent directorships with the company secretary before accepting. I would ask how the board evaluates its own technology oversight, because a company that has never asked itself that question may need an adviser rather than a director.

Judgement in practice

01

Asking what a measure can prove before it touches pay

The tracking-data case taught me a question I would bring to any board reviewing incentives, penalties or customer commitments built on automated data: what is the measured error rate, and who bears it? In our case drivers had borne it for two years. A director need not understand firmware to ask whether management has tested the data against an independent source. I would also want to see the alternative the executive considered, because suspending a control carries its own risk, as our operations director rightly argued. The board's role would be to satisfy itself that the decision rests on evidence and that its interim safeguards are adequate, not to choose an alert threshold. I would expect management to return with the data-quality trend, so that directors could judge when the suspension should end.

02

Reading a vendor contract as a continuity question

The parcel compliance purchase was right in its split between building and buying, and careless in its contract. A board reviewing a significant outsourcing decision usually sees cost and timing. I would also ask how data leaves the vendor if the relationship ends, what notice the company receives before an interface changes, how the service performs on the busiest days and when the manual fallback was last rehearsed. Those questions are not hostile to buying. They make the dependency visible before it becomes expensive to change. In a large listed company the risk management committee may be the natural forum; in a smaller company the audit committee or the full board may need to take it. I would want the answers recorded, so that the next renewal starts from what the company learnt rather than from the vendor's standard terms.

My first year on a board

My first months would go on learning where the company's operations meet its data. Through the chair and the managing director, I would ask to travel with a crew, sit in a dispatch room during a peak and spend a day at a counter or depot. I would read two years of committee papers on technology, cyber incidents and outsourcing to see which questions directors have already asked and which answers arrived. Before my first budget meeting, I would ask management how it measures the reliability of its main systems on the busiest days of the year. I would keep my questions within the committee's remit and resist proposing solutions borrowed from my own employer. Halfway through the year I would ask the chair whether my contributions were helping the committee reach decisions or merely adding detail. By the year's end I would hope to have helped the committee settle a short set of measures for system dependence that it reviews at every meeting.

Conflicts and their management

My conflicts are concrete, and I would list them before a first conversation. Malvaneer competes with other coach operators, and with rail and airlines on some routes. It buys tracking units, cloud services, payment gateways and compliance services, sells through online travel platforms and agents, and takes coaches from owner-operators under hire agreements. A company sharing any of those suppliers, partners or competitors would need a review of whether my position could colour my judgement or give me information I must not use. I hold no shares in Kheralink's acquirer and no options from earlier employers. I would withdraw from any discussion in which my employer has an interest, and if those withdrawals became frequent I would step down rather than remain a director who cannot discuss the main business. I would also disclose Malvaneer's private-equity investor, since its other holdings could create connections I cannot see from my position.

My independence statement

Independence is something the company and its advisers should test against the Companies Act criteria, not something I can declare on my own behalf. I would set out my employment, every material supplier and partner relationship of Malvaneer that touches the company, and any family connection, and accept their conclusion.

Governance learning and readiness

IICA Independent Directors’ Databank: Registered

My name was included in the IICA Independent Directors' Databank in 2025. I have not yet passed the online proficiency self-assessment. As I understand the rules, my executive roles do not bring me within an exemption, so I am preparing to take the assessment within the period the rules allow, and I will confirm my position with qualified advice before accepting any appointment.

  • Studying the duties of independent directors under the Companies Act, including the Code for Independent Directors in Schedule IV.
  • Reading how SEBI LODR shapes audit, nomination and risk management committees, and the limits on independent directorships in listed entities.
  • Observing, as an executive, how Malvaneer's audit and risk committee questions cyber and vendor risk, and which information it lacks.